Are shares in a private corporation treated differently in an Ontario estate?

Yes, shares in a private Ontario corporation are subject to special considerations in an estate. Like other capital property, they are subject to a deemed disposition on death at fair market value, triggering capital gains tax on any accrued increase in value. For an operating business, this can be substantial.

There is an important planning opportunity: shares of qualifying small business corporations may be eligible for the lifetime capital gains exemption, which shelters a significant amount of capital gains from tax. Your accountant can advise whether the shares qualify and how to maximize this exemption.

From a probate perspective, shares in a private corporation typically do not require a certificate of appointment to transfer — the corporation's own share register is updated by corporate resolution. This means they can be covered in a separate "secondary will" that does not go through probate, avoiding estate administration tax on their value. This multiple-will strategy is widely used in Ontario for business owners.

Given the complexity, business owners with significant share value should review their estate plan regularly with both a lawyer and an accountant.